Introduction

The New Companies Act, 2013 is set to replace the existing Companies Act, 1956. It was passed by the upper house of the Parliament on August 8, 2013 and recently received the Presidential assent as well. The new Companies Bill will make acquisitions, mergers and restructuring easier for companies, empower private equity investors to enforce various agreements and check on promoters by increasing transparency. The new Act proposes substantial changes to the existing company’s bill 1956.

 

VCCircle Training one day workshop on New Companies Act 2013- Impact on M&A and Private Equity will analyze the impact of the new law on various stakeholders involved in M&A and private equity investments in India and discuss the changes in the law relating to M&A, shareholders rights, duties of directors and corporate social responsibility.

 

Who should attend:

- Executives involved in PE/VC and M&A Deals

- Corporate/General/In-house Counsel

- Investment/Fund Managers

- VPs & Managers from Legal Department

- Private Equity & Venture Capitalist

- Managing Directors & Senior Management

- Investment Bankers

- CFOs and Senior Finance Executives

- Law Firms & Consultants

- Executives of M&A Team


Agenda

09.00 AM – 09:30 AM : Registration

09: 30 AM - 9:45 AM: Opening Remarks / Introduction  

     

09: 45 AM - 01:00 PM: Module 1 (15mins Tea Break at 11 AM)

Module 1: Provisions related to Private Equity Investments under New Companies Act 2013

 

09:45 AM - 11:00AM:

  • Empowerment PE Investors to enforce various agreements and checks

  • Transferability of Shares

  • Definition of "subsidiary"

  • Listed Companies

  • Provision of Entrenchment clauses

  • Tag along and drag along rights put and call options

  • Greater Control on Private Companies

  • Restrictions on multi-layered structures

 

11:00 AM - 11:15 AM  : Tea Break

 

11: 15 AM - 01:00 PM 

 Voting Rights

         - Rights of Preference Shareholders

         - Differential Voting Rights

         - Entrenchment Provisions

         - Voting on Related Party Matters

 

Applicability of Preferential Allotment to Private Companies

 

Exit Options to Investors

 

Board and Governance Issues  

    - Number of Directors

    - Independent Directors   

    - Immunity to independent directors                                                                                                                                                               

01: 00 PM – 01:45 PM : Networking Lunch

 

01:45 PM - 4:30 PM : Module 2 (30 mins Tea Break at 2:45 PM)

Module 2 :   Provisions related to Mergers & Acquisitions under New Companies Act 2013

 

01:45 PM – 2:45 PM :

Provisions relating to Mergers, Amalgamations & Arrangements under the New Act

   -  M&A - Restructuring/Arrangement

   -  M&A - Cash repatriation

 

Mergers of Indian Companies:

  - Holding & Subsidiary companies

  - Small Companies

  - Other Companies

  - Reverse Mergers

 

02:45 PM - 03:15 PM : Tea Break

 

3:15 PM - 04:30 PM

  • Investor Protection

  • Class Action Suits

  • Insider Trading provisions, purchase of minority shares (squeeze out)

  • Regulatory Approvals, Procedure & Process of M&As under new NCLT Regime

4:30 PM - Closing Remarks


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Want to be part of it?

VCC Events opens up the avenues for participation. Join hands to be a part of India’s largest gathering of alternative investments leaders, industry stakeholders and Asia’s influential limited partners, general partners and marquee advisors. Your chance to actively participate and augment yourself as thought leaders.


Venue :

THE LALIT, Mumbai

THE LALIT

Sahar Airport Road,
Mumbai


Do you have any queries?

Drop us a line and we will call you.